Common use of Material Customers Clause in Contracts

Material Customers. Schedule 7.27 sets forth the twelve (12) largest customers that are engaged in a service contract with the Parent and its Subsidiaries for each of the fiscal year ended December 31, 2015 and for the fiscal year to date (“Material Customers”). Except as set forth on Schedule 7.27, (i) all Material Customers continue to be customers of the Parent or any Subsidiary thereof, as the case may be, and none of such Material Customers has reduced materially its business with the Parent or any of its Subsidiaries, as the case may be, from the levels achieved during the year ended December 31, 2015 or during the fiscal year to date, and neither the Parent nor any of its Subsidiaries has any knowledge that such reduction will occur provided, however, that Administrative Agent and the Lenders acknowledge and agree that the representation contained in this clause (i) is qualified in its entirety by the fact that the Credit Parties’ business and the business of its Material Customers are cyclical and subject to market events and, as such, the level of a Material Customer’s business with the Credit Parties vary in the ordinary course of business; (ii) no Material Customer has terminated its relationship with the Parent or any Subsidiary thereof, as the case may be, or, to the knowledge of the Parent or such Subsidiary, has threatened in writing to do so; (iii) neither the Parent nor any Subsidiary thereof is involved in any material claim, dispute or controversy with any Material Customer and (iv) neither the Parent nor any Subsidiary thereof is involved in any claim, dispute or controversy with any of its other customers that could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Credit Agreement (PARETEUM Corp)

Material Customers. Schedule 7.27 sets forth the twelve (12) largest customers that are engaged in a service contract with the Parent Borrower and its Subsidiaries for each of the fiscal year ended December 31, 2015 2018 and for the fiscal year to date (“Material Customers”). Except as set forth on Schedule 7.27, (i) all Material Customers continue to be customers of the Parent Borrower or any Subsidiary thereof, as the case may be, and none of such Material Customers has reduced materially its business with the Parent Borrower or any of its Subsidiaries, as the case may be, from the levels achieved during the year ended December 31, 2015 2018 or during the fiscal year to date, and neither the Parent Borrower nor any of its Subsidiaries has any knowledge that such reduction will occur provided, however, that Administrative Agent and the Lenders acknowledge and agree that the representation contained in this clause (i) is qualified in its entirety by the fact that the Credit Parties’ business and the business of its Material Customers are cyclical and subject to market events and, as such, the level of a Material Customer’s business with the Credit Parties vary in the ordinary course of business; (ii) no Material Customer has terminated its relationship with the Parent Borrower or any Subsidiary thereof, as the case may be, or, to the knowledge of the Parent Borrower or such Subsidiary, has threatened in writing to do so; (iii) neither the Parent Borrower nor any Subsidiary thereof is involved in any material claim, dispute or controversy with any Material Customer and (iv) neither the Parent Borrower nor any Subsidiary thereof is involved in any claim, dispute or controversy with any of its other customers that could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Credit Agreement (PARETEUM Corp)

Material Customers. Schedule 7.27 sets forth the twelve (12) largest customers that are engaged in a service contract with the Parent and its Subsidiaries for each of the fiscal year ended December 31, 2015 2013 and for the fiscal year to date (“Material Customers”). Except as set forth on Schedule 7.27, (i) all Material Customers continue to be customers of the Parent or any Subsidiary thereof, as the case may be, and none of such Material Customers has reduced materially its business with the Parent or any of its Subsidiaries, as the case may be, from the levels achieved during the year ended December 31, 2015 2013 or during the fiscal year to date, and neither the Parent nor any of its Subsidiaries has any knowledge that such reduction will occur provided, however, that Administrative Agent and the Lenders acknowledge and agree that the representation contained in this clause (i) is qualified in its entirety by the fact that the Credit Parties’ business and the business of its Material Customers are cyclical and subject to market events and, as such, the level of a Material Customer’s business with the Credit Parties vary in the ordinary course of business; (ii) no Material Customer has terminated its relationship with the Parent or any Subsidiary thereof, as the case may be, or, to the knowledge of the Parent or such Subsidiary, has threatened in writing to do so; (iii) neither the Parent nor any Subsidiary thereof is involved in any material claim, dispute or controversy with any Material Customer and (iv) neither the Parent nor any Subsidiary thereof is involved in any claim, dispute or controversy with any of its other customers that could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Sources: Credit Agreement (Elephant Talk Communications Corp)